INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION

Transcription

1 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION ANNUAL GENERAL MEETING OF THE MEMBERS December 7, 2015 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION (IBPSA) ANNUAL GENERAL MEETING OF THE MEMBERS The Annual General Meeting of the Members of the INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION (IBPSA) is called for and will be held in conjunction with Building Simulation 2015 at -- Hall No. 3, Hyderabad International Convention Centre Novotel & HICC Complex (near HITEC City) Hyderabad , India on the 7th day of December, 2015, at 18h00 local time, with the following agenda 1. Call to order; determination of number of members present in person and by proxy. 2. Approval of agenda. 3. To announce results of the 2015 election of Directors. 4. To receive the Annual Financial Report of the Corporation for the financial year ended June 30, 2015 as shown in Attachment 2015-A and to consider, and if thought fit, pass Member Resolution (attached below) approving that report. 5. To consider, and if thought fit, pass Member Resolution (attached below) approving the appointment of the Public Accountant for the Corporation 6. To consider and, if thought fit, pass Resolution of Members (attached below) ratifying and confirming the past acts of the Directors and Officers of the Corporation. 7. To transact such other business as may properly come before the meeting or any adjournment or adjournments thereof. 8. Adjourn. IBPSA Members Meeting 7 December 2015

2 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION ANNUAL GENERAL MEETING OF THE MEMBERS December 7, 2015 Resolution of Members APPROVAL OF FINANCIAL REPORT RESOLVED THAT the financial report for the year ending 30 June 2015 (shown below as Attachment 2015-A) is received and approved. Resolution of Members APPOINTMENT OF PUBLIC ACCOUNTANT RESOLVED THAT McClurkin Ahier & Company LLP are hereby appointed as the Public Accountant of the Corporation, to hold office until the next Annual Meeting of Members, at such remuneration as may be fixed by the Board of Directors of the Corporation, the Directors being hereby authorized to fix such remuneration. Resolution of Members RATIFICATION OF THE ACTS OF THE DIRECTORS AND OFFICERS RESOLVED THAT those acts and omissions of each Officer and Director of the Corporation, which: 1. were within their respective scopes of authority; 2. did not constitute a breach of their respective duties to act honestly and in good faith with a view to the best interests of the Corporation and to exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances; and 3. since the date of the last resolution of this nature, are referred or appear in or may be inferred from any resolution, minutes of meetings, financial statements, registers, records, reports or notices of or concerning the Corporation which are summarized in Attachment 2015-B and are now or have been available to the Members; are hereby ratified, sanctioned and approved. IBPSA Members Meeting 7 December 2015

3 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION ANNUAL GENERAL MEETING OF THE MEMBERS December 7, 2015 Attachment 2015-A Financial report for year ending June 30, 2015 IBPSA Members Meeting 7 December 2015

4 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION > financial statements >YEAR ENDED JUNE 30, 2015 MAC LLP CHARTERED PROFESSIONAL ACCOUNTANTS

5 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> financial statements >YEAR ENDED JUNE 30, 2015 index Review engagement report...1 Statement of financial position...2 Statement of changes in net assets...3 Statement of operations...4 Statement of cash flows...5 Notes to financial statements unaudited - see review engagement report

6 REVIEW ENGAGEMENT REPORT To the Members of International Building Performance Simulation Association: We have reviewed the statement of financial position of International Building Performance Simulation Association as at June 30, 2015 and the statements of deficiency, changes in net assets, and changes in financial position for the year then ended. Our review was made in accordance with generally accepted standards for review engagements and accordingly consisted primarily of inquiry, analytical procedures and discussion related to information supplied to us by the organization. A review does not constitute an audit and consequently we do not express an audit opinion on these financial statements. Based on our review, nothing has come to our attention that causes us to believe that these financial statements are not, in all material respects, in accordance with Canadian accounting standards for not-for-profit organizations. Other Matter The financial statements of International Building Performance Simulation Association for the year ended June 30, 2014 have not been audited or reviewed. Waterloo, Ontario September 28, 2015 LICENSED PUBLIC ACCOUNTANTS CHARTERED PROFESSIONAL ACCOUNTANTS

7 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> statement of financial position >JUNE 30, assets U.S. Funds current Cash $ 60,928 $ 111,411 Advances receivable 10,000 - liabilities $ 70,928 $ 111,411 current Accounts payable and accrued liabilities $ 4,404 $ 15,804 net assets Unrestricted net assets 66,524 95,607 Approved on behalf of the board: $ 70,928 $ 111,411 Director Director unaudited - see review engagement report 2

8 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> statement of changes in net assets >YEAR ENDED JUNE 30, U.S. Funds balance, beginning of year $ 111,411 $ 74,763 Prior period adjustment (Note 3) (15,804) - balance, as restated 95,607 74,763 Deficiency of revenue over expenses for the year (29,083) 20,844 balance, end of year $ 66,524 $ 95,607 unaudited - see review engagement report 3

9 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> statement of operations >YEAR ENDED JUNE 30, U.S. Funds revenue Conference $ - $ 68,519 Journal 16,044 15,279 Member dues 2,234 2,040 Interest ,298 85,876 expenses Awards - 7,227 Bank charges and interest Conference - 28,704 Donations - 1,000 Elections 1,644 - Journals 12,779 11,648 Meetings 11,077 - Membership Newsletter 3,365 3,545 Professional fees 18,096 8,267 Website 369 4,049 47,381 65,032 deficiency of revenue over expenses for year $ (29,083) $ 20,844 unaudited - see review engagement report 4

10 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> statement of cash flows >YEAR ENDED JUNE 30, U.S. Funds operating activities Deficiency of revenue over expenses for year $ (29,083) $ 20,844 Adjustments for: Changes in non-cash working capital: Increase in loan receivable (10,000) - Decrease in accounts payable and accrued liabilities (11,400) 15,804 Net change in cash for the year (50,483) 36,648 Cash balance, beginning of year 111,411 74,763 cash balance, end of year $ 60,928 $ 111,411 unaudited - see review engagement report 5

11 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> notes to financial statements >JUNE 30, purpose of organization The mission of International Building Performance Simulation Association, the "Organization" is to advance and promote the science of building performance simulation in order to improve the design, construction, operation, and maintenance of new and existing buildings worldwide. The Organization is incorporated under the Canada Not-For-Profit Corporations Act as a not-for-profit organization and is exempt from income tax for Canadian income tax purposes. 2. significant accounting policies Basis of Accounting - These financial statements have been prepared in accordance with Canadian accounting standards for not-for-profit organizations. Revenue Recognition - The Organization follows the deferral method of accounting for contributions. Unrestricted contributions are recognized as revenue when received. Restricted contributions are recognized as revenue when the related expense is incurred. Conference income is recognized in the period the conference occurs. Journal income and member dues are recognized when received. Financial Instruments Measurement - The Organization initially measures its financial assets and liabilities at fair value. The Organization subsequently measures all its financial assets and financial liabilities at amortized cost. Financial assets measured at amortized cost include cash and advances receivable. Financial liabilities measured at amortized cost include accounts payable and accrued liabilities. The Organization has not designated any financial asset or liability to be measured at fair value. Impairment - Financial assets measured at cost are tested for impairment when there are indicators of impairment. The amount of the write-down is recognized as operating cost. The previously recognized impairment loss may be reversed to the extent of the improvement, directly or by adjusting the allowance account, provided it is not greater than the amount that would have been reported at the date of the reversal had the impairment not been recognized previously. The amount of the reversal is recognized as income from operations. Contributed Services - The Organization receives many hours of contributed services from the board members and volunteers. Because of the difficulty in determining their fair value, contributed services are not recognized in these financial statements. unaudited - see review engagement report 6

12 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION> notes to financial statements >JUNE 30, 2015 Disclosure and Use of Estimates - The preparation of financial statements in accordance with Canadian accounting standards for not-for-profit organizations requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. These estimates are reviewed periodically, and as adjustments become necessary, they are reported in earnings in the period in which they become known. Estimates are used when accounting for certain items such as revenues. 3. prior period adjustment During the year, the Organization adjusted opening net assets by $15,804 for prior year conference expenses. As a result, prior year conference expenses and opening accounts payable increased by $15,804 each. 4. financial instruments Risk Management - The significant risk to which the Organization is exposed is liquidity risk. Liquidity Risk - Liquidity risk is the risk that the Organization will not be able to meet its obligations associated with financial liabilities. Cash flow from operations provides a substantial portion of the Organization's cash requirements unaudited - see review engagement report 7

13 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION ANNUAL GENERAL MEETING OF THE MEMBERS December 7, 2015 Attachment 2015-B Summary of Acts of the Directors and Officers IBPSA Members Meeting 7 December 2015

14 INTERNATIONAL BUILDING PERFORMANCE SIMULATION ASSOCIATION Summary of Acts of Directors and Officers September, 2014 November, 2015 As specified in the by law approved by the IBPSA membership on 21 September 2014, the business of the Association is conducted by the Board of Directors, the Board of Directors Executive Committee, and Officers selected by the Board of Directors. In meetings held since the 2014 Annual Meeting of Members in Aachen, Germany on 21 September 2014, the following actions were taken by the Board of Directors, its Executive Committee, and Officers. Full meeting minutes are available upon request. Board of Directors Meeting, September 2014, Aachen, Germany Ian Beausoleil Morrison (IBPSAPresident), Charles Barnaby (Vice President and IBPSA USA), Lori McElroy (IBPSA Secretary and IBPSA Scotland), Jan Hensen (Immediate Past President, IBPSA NVL), Rajan Rawal (Education Committee Chair and IBPSA India), Dru Crawley (Director At Large and IBPSA Affiliate Development Committee Chair), Paul Bannister (Membership Committee and IBPSA Australasia), Pieter de Wilde (Awards and Fellows Committee Chair and IBPSA England), Malcolm Cook (Director At Large and Publications Committee Chair), (Christoph van Treeck) (Director at Large, IBPSA Germany and Website Committee Chair), Michael Wetter (IBPSA Treasurer), Michel Bernier (Director At Large and Representing Conference Committee), Christina Hopfe (Editor IBPSA News and Representing Communications Committee), Christian Struck (IBPSA Switzerland), Joe Clarke (Chair Futures Committee), Vincenzo Corrado (IBPSA Italy), Etienne Wurtz (IBPSA France) Raul Ajmat (IBPSA Argentina), Ebrahim Poulad (IBPSA Canada) Motions: That the minutes of the August 2013 Board meeting (Ais les Bains) be approved (carried That the minutes of the electronic meeting of 10 July 2014 be approved (carried That the Board validate several electronic votes conducted since August 2013 (carried That the Board approve Board Regulations dated 21 September 2014 (carried That the Board approve the form of the ballot used in the 2014 election (carried That the Board approve updated names for IBPSA awards (carried That IBPSA establishes a College of Fellows (carried That the Board endorses the white paper A vision for building performance simulation proposed by the Futures Committee (carried That the Board approve the Building Simulation 2013 conference report (carried That the Board instructs the BS 2015 organizing committee to charge additional registration fees that are transferred directly to IBPSA (carried That the Board approve changes to the endorsement text proposed by the Publications Committee (carried IBPSA Acts of Directors and Officers,

15 That the Board approve the preliminary budget of $43,850 (carried Board of Directors Teleconference, 09 February 2015 Present: Ian Beausoleil Morrison, Charles Barnaby, Michael Wetter, Lori McElroy, Christina Hopfe, Drury Crawley, Andrea Gasparella, Christoph van Treeck, Raul Ajmat, Da Yan, Martin Bartak, Pieter de Wilde, Etienne Wurz, Rajan Rawal, Donal Finn, Vincenzo Corrado, Wim Plokker, Ala Hasan, Pioter Narowski, Nick Kelly Discussed: Amendments to Board Regulations Terms of office of BoD members Plans for BoD and committee meetings at BS2015 Decisions: Charles (Chip) Barnaby elected President Lori McElroy elected Vice President Pieter de Wilde elected Secretary Michael Wetter elected Treasurer Motions: 1. The Committee proposed the following motion: That the IBPSA Board approve the 9 Feb 2015 revision of the Board Regulations as presented by the Governance Committee (carried 2. That the IBPSA Board confirm selection of all At Large Directors plus Secretary as its Executive Committee (carried 3. That the corporate address of IBPSA is changed to 40 King Street West, Suite 5800, Toronto, Ontario, M5H 3S1, Canada (carried 4. That Pakistan is approved to become a regional affiliate of IBPSA (carried 5. That Mexico is approved to become a regional affiliate of IBPSA (carried Ad hoc Committee for 1 and 2 year terms of first BoD, 26 March 2015 Present: Charles Barnaby, Veronica Soebarto, Pieter de Wilde, Larry Degelman Discussed: decision of which of the newly elected BoD members will serve for one year, and which will serve for two year, to meet the new staggered system. An electronic random draw was organised by Larry Degelman and verified by the other attendees. Decision: BoD members for one year and two year term. Executive Committee Teleconference, 20 April 015 Present: Charles Barnaby, Lori McElroy, Pieter de Wilde, Michael Wetter, Ian Beausoleil Morrison, Drury Crawley, Christina Hopfe, Andrea Gasparella, Matthias Haase Discussed: IBPSA Acts of Directors and Officers,

16 Nominations for 2015 Class of IBPSA Fellows Nominations for 2015 IBPSA Awards College of Fellows Committee Structure Decisions: Eight nominees for the 2015 Class of Fellows are approved (to be announced at BS 2015). The Distinguished Achievement Award recipient is selected (to be announced at BS 2015). The Innovative Application Award recipient is selected (to be announced at BS 2015). Motions: That Portugal is approved to become a regional affiliate IBPSA (carried with 8 votes in favour, 1 abstaining) That the IBPSA Affiliate status of Spain is revoked (carried That Singapore is formally warned that, unless they respond, the IBPSA Affiliate status of Singapore will be revoked in three months time (carried Executive Committee Teleconference, 4 June 2015 Present: Charles Barnaby, Lori McElroy, Pieter de Wilde, Michael Wetter, Ian Beausoleil Morrison, Drury Crawley, Christoph van Treeck, Christina Hopfe, Andrea Gasparella, Paul Strachan Discussed: Remaining IBPSA Fellows and Award nominations Status of Student Travel Awards Status of BS2015 conference organisation 2015 BoD election process Committee priorities Motions: That the minutes of 20 April 2015 are accepted (carried One additional nominee for the 2015 Class of Fellows is approved (to be announced at BS 2015) The Outstanding Young Contributor Award recipient is selected (to be announced at BS 2015) Executive Committee Teleconference, 27 July 2015 Present: Charles Barnaby, Pieter de Wilde, Michael Wetter, Ian Beausoleil Morrison, Paul Bannister, Christoph van Treeck, Christina Hopfe, Andrea Gasparella, Mattias Haase Discussed: Financial report Student Travel Awards Advertising BS2015 preparations BS2017 organisation IBPSA Acts of Directors and Officers,

17 2015 BoD election College of Fellows and Futures Committee Administrative support for IBPSA Motions: That the minutes of 4 June 2015 are accepted (carried That a cap is placed on profit flowing to an Affiliate for arranging sponsoring for a BS conference, as specified in the recommendation by the Conference Committee (carried That the IBPSA President is authorized to enter into a long term relationship with TrueVote for support of the annual BoD elections (carried Executive Committee Teleconference, 28 September 2015 Present: Charles Barnaby, Lori McElroy, Pieter de Wilde, Michael Wetter, Ian Beausoleil Morrison, Paul Bannister, Christoph van Treeck, Christina Hopfe, Drury Crawley, Andrea Gasparella, Mattias Haase Discussed: Financial report 2015 Election status BS2015 status report REHVA Memorandum of Understanding Planning and priorities New ExCom composition Endorsements Motions: That the minutes of 27 July 2015 are accepted (carried That the financial statement is accepted (carried To endorse Mike Barkers Modeling Competition 2016 (carried To endorse the Purdue HPB 2016 Conference (carried Executive Committee Teleconference, 6 November 2015 Present: Charles Barnaby, Pieter de Wilde, Michael Wetter, Ian Beausoleil Morrison, Christoph van Treeck, Christina Hopfe Motions: That the minutes of 28 September 2015 are accepted (carried That a budget of $3500 is authorized for organising the BoD meeting in Hyderabad (carried That the Board authorizes to use TrueVote for AGM notification at a cost of $600 (carried IBPSA Acts of Directors and Officers,